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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 20, 2022

 

Lantern Pharma Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-39318   46-3973463

(State or Other Jurisdiction

of Incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

1920 McKinney Avenue, 7th Floor

Dallas, Texas

  75201
(Address of Principal Executive Offices)   (Zip Code)

 

(972) 277-1136

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: Common Stock

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Common Stock, $0.0001 par value   LTRN   The Nasdaq Stock Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On April 20, 2022, Leslie W. Kreis, Jr. notified Lantern Pharma Inc. (the “Company”) that he will not stand for reelection to the Company’s Board of Directors.

 

Item 7.01 Regulation FD Disclosure.

 

On April 26, 2022, the Company issued a press release announcing that the Company’s Board of Directors has named Maria L. Maccecchini, Ph.D. as a nominee for election to the Company’s Board of Directors at Lantern Pharma Inc.’s Annual Meeting of Stockholders to be held June 8, 2022. The press release also described that the Company’s existing director, Leslie W. Kreis, Jr., has determined not to stand for reelection to the Company’s Board of Directors.

 

The information in this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.

 

This Current Report on Form 8-K may be deemed to contain solicitation material in respect of the solicitation of proxies from the Company’s stockholders in connection with the Company’s 2022 annual meeting of stockholders (the “Annual Meeting”). The Company plans promptly to file with the Securities and Exchange Commission (the “SEC”) its definitive proxy statement in connection with the Annual Meeting. The definitive proxy statement will contain important information about the Company, the Annual Meeting and related matters. Lantern Pharma Inc., its directors and its executive officers may be deemed to be participants in the solicitation of proxies from the Company’s stockholders in connection with the Annual Meeting. Information regarding the names of the Company’s directors and executive officers and their respective interests in the Company will be set forth in the Company’s definitive proxy statement and other relevant solicitation materials filed by the Company. Stockholders may obtain a free copy of the Company’s definitive proxy statement and other documents that the Company files with the SEC (when available) on the SEC’s website, at www.sec.gov. Copies will also be available at no charge on the Company’s website at www.lanternpharma.com. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER RELEVANT SOLICITATION MATERIALS (WHEN THEY BECOME AVAILABLE) BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Exhibit Description
     
99.1   Press Release dated April 26, 2022 Announcing Naming of Maria L. Maccecchini, Ph.D. as Director Nominee
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Lantern Pharma Inc.,
  A Delaware Corporation
   
Dated: April 26, 2022 By: /s/ David R. Margrave
    David R. Margrave, Chief Financial Officer

 

 

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